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HomeMy WebLinkAboutContract 32388 OH T ACoT PCO. �3—OEE AMENDMENT NO. 1 TO ECONOMIC DEVELOPMENT PROGRAM AGREEMENT (CITY SECRETARY CONTRACT NO. 31475) This AMENDMENT NO. 1 TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 31475 ("Amendment") is made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws of the State of Texas, and BCM/CHI WORTHINGTON, INC. ("Owner"), a Maryland corporation. The following introductory provisions are true and correct and form the basis of this Amendment: A. As of March 10, 2005 the City and Owner entered into that certain Economic Development Program Agreement on file in the City Secretary's Office as City Secretary Contract No. 31475 (the "Agreement"). Under the Agreement, Owner (i) agreed to construct certain improvements to the Hotel located at 200 Main Street in the City, which is currently operating as the Renaissance Worthington; (ii) committed to make certain expenditures in the construction of improvements to the Hotel and to maintain certain employment levels on the Hotel Property; (iii) committed that the Hotel will maintain a Mobil Travel Guide rating of three(3)or more stars throughout the Term; and (iv) committed to operate and market the Hotel Property under a First Tier Flag brand name throughout the Term, all as provided by and in accordance with the Agreement. In return, the City agreed to pay Owner certain Program Grants as authorized by Chapter 380 of the Texas Local Government Code and outlined in the Agreement. B. Section 10 of the Agreement specifically allows Owner to assign the Agreement to another party conditioned on(i)the prior approval of the assignee and a finding by the City Council that the assignee is financially capable of completing the improvements to the Hotel anticipated by the Agreement and (ii) execution by the assignee of a written agreement pursuant to which the assignee agrees to assume all covenants and obligations of Owner under the Agreement. C. The parties wish to amend the Agreement to allow Owner to assign the Agreement to an affiliate of Owner without the necessity of prior City Council approval or additional City Council findings. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City and Owner agree as follows: 1. Section 10 of the Agreement (Assignment and Successors) is hereby amended by adding the following two (2) sentences at the end of the sole paragraph of that Section: Notwithstanding the foregoing, Owner may assign this Agreement to an Affiliate without City approval by providing written notice of such intent to the City prio Amendment No. 1 to CSC No. 31475 u"j ]A.1 J� Economic Development Program Agreement with BCM/CHI Worthington,Inc. U 7 to the effective date of the assignment, which written notice shall include the name and mailing address of the assignee and a designated effective date of the assignment, in which case the assignee will as of the effective date of the assignment assume all covenants and obligations of Owner under this Agreement. For purposes of this Agreement, "Affiliate" shall mean (i) any entity in which a majority of the ownership consists of individuals, partnerships, trusts (or their individual partners or beneficiaries) or other entities included, whether by legal title or beneficially, in the present ownership of Owner or (ii) any entity which has at least a fifty-one percent (51%) direct or indirect ownership interest in Owner or any entity in which Owner has at least a fifty-one percent (51%) direct or indirect ownership interest. 2. All terms in this Amendment that are capitalized but not defined shall have the meanings assigned to them in the Agreement. 3. All terms and conditions of the Agreement that are not expressly amended pursuant to this Amendment shall remain in full force and effect. EXECUTED in multiples as of the last date indicated below: CITY OF FORT WORTH: ATTEST: -ze° By: By: Dale Fisseler V Marty Hendrix Assistant City Manager City Secretary � �- Date: APPROVED AS TO FORM AND LEGALITY: By:_ Peter Vaky Assistant City Attorney M&C: none required Amendment No. 1 to CSC No. 31475 Economic Development Program Agreement with BCM/CHI Worthington,Inc. BCM/CHI WOTHINGTON, INC. By: Name: Title: Date: Amendment No. 1 to CSC No. 31475 Economic Development Program Agreement with BCM/CHI Worthington,Inc.